FAQs ON INCORPORATING A COMPANY IN SINGAPORE
- Legal implications – a company is a separate legal entity, meaning it enables you to safeguard your personal assets and allows for perpetual succession.
- Convenience – The requirements for documentation, corporate structure and paid-up capital are kept to a minimum. The process of incorporating a company has also been made simple and straightforward with minimal administrative hassle. Filings can be done online, allowing for a short processing time and low cost.
- Tax savings – Singapore has low corporate tax rates relative to other countries. In addition, companies are entitled to tax exemptions, rebates and grants for a range of activities. For details, please refer to the section on Tax FAQs.
- Depending on the complexity of the case and the company, the process of registering a company can take from as short as a few minutes to a few days.
- Please refer to the table below for the charges paid to ACRA that may be incurred during the process of incorporation.
|No.||Company Transaction During Incorporation||Fee|
|1||Name application ( during incorporation)||$15|
|2||Registration fee ( during incorporation||$300|
|3||One-off service fee||$280|
|4||Acting as company secretary- per annum (our name appear in the ACRA profile as company secretary ) OPTIONAL
|5||Registered office address per annum (OPTIONAL)
|No||Company Transaction After Incorporation ( Not all are required)– ACRA fee excluding service fee|
|1||Annual filing fee ( Mandatory after 1 year and within 18 months after incorporation)||$60|
|2||Conversion within Company types (if required)||$40|
|3||Lodgment of Notice of Error (NOE) (if required)||$60|
|6||Registration of particulars relating to charges (if required)||$60|
|7||Registration for amalgamation (if required)||$400 (separate company registration fee of $300 applies where the amalgamated company is a new company)|
|8||Application for Extension of Time (EOT) to file accounts or to hold Annual General Meeting (AGM) (if required)||$200|
|9||Other applications (see below) (if required)||$200|
|Application for exemptions from Singapore Financial Reporting Standards requirements
· Application for waiver to lodge annual filing of forms and documents relating to the operations of a foreign company in Singapore
· Application for relief from requirements as to form and content of accounts and reports
· Application for license to hold land under S23(2)
· Application for omission of the word “Limited” or Berhad”
· Application to the Registrar to direct a change of name
(Retrieved from ACRA)
- In addition, you may require the services of an experienced corporate service provider to meet regulatory requirements, both at the point of incorporation and subsequently. Singapore Incorporation is a leading one-stop corporate provider in Singapore, offering services of the highest quality at competitive rates to ensure our clients are serviced in the best way possible.
For the incorporation of a new company, we charge the following fees. We are currently offering the promotional rates if our services are engaged as a package (highlighted in red).
1) S$315 to be paid to ACRA
2) S$280 incorporation fee chargeable by Singapore Incorporation
3) S$200 per annum for acting as company secretary (optional – only payable if our name appear in ACRA profile as company secretary) FREE FOR 1ST YEAR !
4) S$80 per annum for registered business address (optional) FREE FOR 1ST YEAR !
5) S$1380 per annum Nominee director fee (optional)
6) S$180 open bank account (optional)
Total S$595 for all the above excluding 5) and 6)
Regulatory Requirements & Compliance
- One shareholder (individual or corporate entity)
- One resident director
- One company secretary
- At least $1 of initial paid-up share capital
- A physical Singapore office address
- Company name (subject to approval by ACRA)
- Description of business activities
- Shareholding structure
- Details of shareholders
- Details of directors
- Registered address
- Constitution (also known as Memorandum & Articles of Association and Articles of Incorporation)
- Details of the Company Secretary, to be appointed within 6 months of incorporation
- Auditor, to be appointed within 3 months of incorporation if necessary (refer to conditions below)
- At least one shareholder, which can be a local or foreign individual or company. For a Private Limited company, there can be a maximum of 50 shareholders.
- At least one director who is a natural person above the age of 18 years old and is a resident in Singapore (i.e. a Singapore Citizen, Permanent Resident, Employment Pass holder Entrepreneur Pass holder, Dependent’s Pass holder, etc). We offer nominee director services for companies that require a local resident to be a director in name to comply with this.
- A director and shareholder can be the same person.
- The minimum initial paid up share capital for a company incorporated in Singapore is S$1.
- Yes, to be incorporated, a company must have an address physically located in Singapore as the registered address to serve as the address for legal purpose and for the receipt of official correspondence. The address cannot be a PO Box and, apart from some exceptions, must be a commercial address.
- If you do not have such an address to use as the registered address, as an alternative, a corporate services firm can be engaged. The fee administered by ACE Global Accountants and Auditors for the provision of a registered office address is S$80 per annum.
- The Company Secretary must be appointed within 6 months of incorporation. He or she must have the requisite knowledge and experience, backed by industry-acknowledged qualifications, to discharge the fiduciary responsibility of ensuring compliance with regulatory requirements. This includes filing important and up-to-date documents with ACRA and informing directors and shareholders of when their annual filing and AGM is scheduled.
- Due to the specialized knowledge required, many companies opt to engage a professional company secretary services specialist to perform the required duties. Please refer to the detailed table below for our fees for secretarial services.
|Secretarial work (includes submission of Annual Return (AR), Preparation of Minutes of AGM and Director’s Resolution)
Acting as company secretary (our name appear in the ACRA profile as company secretary )
|S$280 per annum (for no changes of particulars)
S$200 per annum
ACRA fee for filing AR- S$60 per annum
- Your company is exempted from audit requirement if it meets 2 out of the followings 3 conditions: i) has less than S$ 10 million annual revenue , ii) has less than 50 employees iii) Net tangible assets less than S$10 million.
Your company is exempted from filing XBRL requirement if there is no corporate shareholder and the number of shareholders are less than 20 during the period
In Singapore, depending on the nature of the business, you may be required to obtain a business license from the relevant authority. However, the approval process is quick and efficient.
- Singapore provides attractive tax incentives and low tax rates to companies resident in Singapore. The corporate tax rate is 17%, subject to exemptions and rebates as detailed below.
- Tax exemption schemes
- Start-up Tax Exemption Scheme (SUTE) – up to S$200,000 of the first S$300,000 earned is exempted from tax for the first 3 consecutive years of operation for qualifying newly-incorporated qualifying companies.
|Chargeable income||% Exempted from tax||Amount exempted from tax|
- Partial Tax Exemption (PTE) – up to S$152,500 of the first S$300,000 is exempted from tax for companies not entitled to SUTE.
|Chargeable income||% Exempted from tax||Amount exempted from tax|
- Tax rebates
- Corporate Income Tax Rebate of 50% capped at $10,000 for YA2018 (i.e. FY2017)
- Other programmes
- Productivity & Innovation Credit (PIC) – Businesses are entitled to further deductions of expenses incurred for qualifying activities to improve productivity and innovation in Singapore.
- SME Cash Grant – IRAS will give a rebate deductions worth 5% of your company’s revenue
This list is not exhaustive. For further details on Income Tax in Singapore, please refer to the IRAS website at https://www.iras.gov.sg, or contact us for advice.
- While it is not mandatory for a company incorporated in Singapore to set up a bank account, for ease of carrying out operations, most companies do so anyway.
- In Singapore, the local banks that provide corporate banking facilities are DBS, OCBC and UOB.
- The process of opening a corporate bank account is relatively quick and straightforward, with an average time of just two and a half days according to the World Bank.
- In general, the documentary requirements are as follows:
- Certified True Copy of the Official Company Register (known also as the Business Profile) to evidence the current directors and its shareholders
- Certified True Copy of the Company’s Constitution
- NRIC / Passport Copies of the proposed bank signatories
The exact charges and terms vary from bank to bank and based on the type of account. However, in general, banks charge an opening fee, an annual service fee and a recurring fee if the minimum balance is not met. In general, these fees are relatively low. For instance, for an OCBC Business Entrepreneur account, there is no opening fee, and the annual account service fee is 30 a year. The minimum balance is $5000, with $25 charged per month that this balance is not met
- An Employment Pass is required for foreign professionals to hold employment in Singapore. As the holder of a Work Pass visa, you will also be able to act as the local resident director of your company.
- The eligibility criteria is as follows:
- Foreign professionals with a job offer in Singapore
- Working in a managerial, executive or specialized job
- Earning a fixed monthly salary of at least S$3,600
- Holding acceptable qualifications including educational and professional qualifications or specialist skills.
For further details on Work Pass visas, please visit http://www.mom.gov.sg.
- A RO is set up by foreign companies that intend to establish a presence in Singapore without intending to carry out actual business there. It is an administrative arrangement and is primarily designed for non-commercial activities. As an RO has no legal status, it is not allowed to perform any profit-generating activities.
- ROs are permitted to engage in activities that are not profit-generating such as conducting studies and market research, supervision of activities of agents and distributors as well as providing customer support.
- An RO cannot partake in legal and/ or profit-generating activities including but not limited to entering into any business contracts, providing technical services, issuing invoices and receipts, and leasing facilities for a fee.
Further information can be found on https://roms.iesingapore.gov.sg/.
Fees quoted are subject to changes at any time without further notice at the discretion of Singapore Incorporation Pte Ltd. For an accurate quotation, kindly contact us via email at email@example.com, watsapp to +65-90612851 or call us at +65-63368558 to discuss the services we can provide. We look forward to hearing from you.